Chapter 3: Close Encounter

"Buffy ... Slayer ... strength ... ribs ... can't ... breathe?"

Buffy squeaked. "Sorry, Will ... it's just ... you're alive!" She parted the front of Spike's coat as it hung around Willow, then quickly closed it again. "And you don't even have a scar, which I wouldn't know except you're dressed like a harem girl for some reason, and what happened anyway?"

"King Tut wanted her alive," Spike snapped.

Buffy traded glances with the rest of the gang. "So, how?"

"He's got a box that you stick someone in and they get all better, is how. Had me nip Red from the house and drop her in the box, a little while later it opens again and there she is, right as rain."

Buffy picked up her stake where it had fallen when she'd body-tackled Willow in glee, fingered it gently, then rummaged in a drawer and came up with a coarse file. "So tell me how you ended up doing dirty work for a guy who does breaking-and-entering, kills my friends and then kidnaps them." She ran the file along the edge of the stake, sharpening its point. "And right off, Spike? It better be good."

Spike frowned. "Probably better if Red goes first."

Buffy's eyes narrowed. "Quit stalling, Spike."

"Look, if the witch tells her side, it'll make my side look a lot better when I get around to telling it."

Buffy looked aside to Willow. "You wanna stake him now, Will?"

Willow shook her head. "Spike's on our side." She frowned. "Well, maybe not totally on our side, but right now I think he has it in for this Kheper guy even more than we do."

Giles smiled. "So, the enemy of your enemy, Spike?"

"Too bloody right, Watcher. Right now the biggest thing I want is the chance to be there when this bloke gets his neck snapped and his bones ground to flour." He thought for a moment. "Well, that plus money. Bugger took my wallet when he ambushed me."

"So what were you doing working for him in the first place?" Buffy shot back.

"Willow first," Spike countered.

"Will, you understand any of this?"

Willow took a breath. "It's still a little fuzzy, but what I saw was kinda like..."

Willow gasped for breath, then clutched her chest in terror.

It took a few moments of groping at the place where she remembered the agonizing, crushing pain - but her skin was smooth in the center of the ribcage. Smoother than it had ever been.

Come to think of it, Willow couldn't remember the last time she'd felt so healthy, so invigorated. She opened her eyes... see what could only be the inside of a coffin.

Oh God. She pressed at the lid, but it was solid metal. Oh God. Oh God. I'm a vampire.

She began to claw at the lid of the box, trying to get out, get away - she started to see spots in her vision and she gasped for breath.

Wait a minute ... vampires don't need to breathe, right?

She held her breath for a few seconds, realized that she actually needed the air. Listened very closely ... and heard the blood rushing in her ears, the rapid-paced thumpa-thump of her heart. Her living, beating, panicky, racing heart.

She realized that her breathing, while it meant she was alive, also meant she was going to run out of oxygen pretty damn quick - maybe she could somehow let Tara know - maybe a spell - something - anything-

She was on the verge of panic again when the cracks appeared in the lid of the box. It split open, the glimmering light inside the box fading, and suddenly she was free.

Or as free as you could be when you didn't know where you were - and four people (loosely speaking) standing guard.

They turned to face her. The one who had led the assault on Buffy's, the one with the glowing eyes, smiled. She could almost see him as attractive, in an odd, swarthy way - though the fact that he'd already tried to kill her once helped keep her grounded in reality.

"Welcome, Willow."

"Wh ... how did you know my name?"

"Do not question how your god knows what he does."

Willow rolled her eyes, and before she could even think, she was saying: "My god doesn't exactly pal around with demons and vampires, you know."

His eyes flashed, he raised his hand, and Willow saw a flash come from the contraption wrapped around the palm of his hand. "Do not try my patience, Willow. You may ascend to great glory at my side ... or you may have to die a hundred deaths before you realize my power."

Willow gulped. "Ah ... I'll be good. I'll be good, I swear. So ... you know my name, can you tell me yours?" Smooth, Willow. Real smooth, she thought acidly to herself.

"I have held many names over the many years. I ruled the Valley of the Nile as the pharaoh Nub-Kheper-Ra Intef ... but in the days of glory, I was Kheper, the loyal, the Scarab of Ra."

"And ... what does the Scarab of Ra want with me?"

"You possess the power of witchcraft, Willow. You are a force to be reckoned with, even against the power of the gods." His smile widened. "They did not understand the true power of the underworld, Willow. They did not realize what I now know, that I can command an army more powerful than any they could set against me."

Willow looked around. "You mean an army of demons."

"Crude words for magnificent creatures. Come, Spike." He beckoned to Spike, dressed in odd vestments, and Willow suddenly realized that her own clothing was gone, replaced with something out of "The Mummy".

"Your vestments were burned," he said, the deep modulated voice going even lower. "And even if they were not, they are unworthy of my witch queen."

"Witch ... queen?" No, that didn't sound good. "But I hardly know you! And ... not that it isn't sweet and all, but I'm ... seeing someone," she continued, trying for a sheepish, disarming smile.

Kheper frowned. "Do not mock me, child. Your old life is over. You will not return." He smiled again. "You may choose the form in which you will serve, though."

Willow frowned, puzzled. "Yeah, I was wondering."


"I mean, you've got creatures working for you that normally wouldn't do that. Spike ... I know Spike, and right now, he's not acting like ... well ... you know, Spike."

"Ah, yes. The nish'ta. It allows me to extend my will over my followers more easily ... though it dulls the intellect as well. And if you are to use your power to serve me, you will need that intellect."

Willow bristled. "I will never serve you. You ... you ... you shot me!" She took a breath. "And I have friends, too. Powerful friends. They won't let you use me."

"Then we will find another way. Spike."

Spike stepped forward. "Yes, my lord?"

"If you turn her, she will be subject to your will, no?"

"I will have some influence, yes," Spike said woodenly.

Kheper raised his hand, and Willow found herself being pressed back into a corner, into a cage. "Then make it so."

Spike advanced on Willow - she couldn't move, the pressure from Kheper's gesture was freezing her, Spike was wearing his game face now, showing his fangs, lunging down on to her throat-

"You BIT her?!?" Buffy shouted, dropping the wood file and raising her stake again.

"Hey!" Spike shouted back. "No stakes! You still need me!"

Buffy glowered at him. "You ... bit ... Willow."

"Wait, Buffy!" Willow exclaimed. "He just kinda nicked my skin a little. And if he hadn't, I don't think he'd have broken out of Kheper's grip."

Buffy gave Will a strange look. Then she glanced at Tara, who was looking oddly at Willow, too. Spike was nodding smugly, and Giles was glaring at him while rapidly flipping through a printout of an article.

"What are you talking about, Will?" Buffy asked.

Spike rolled on the floor of the cage, moaning in agony. Kheper glared, his eyes flashing. "You will pay for that, witch."

Willow shrank back. "Pay for what? I didn't do anything to him! I swear!"

Spike staggered to his feet. "It was ... aagh ... it was me, my lord. I suffered from seizures before I was turned."

"Then it will not happen again, I trust."

"No, my lord." Spike paused a moment. "To turn her, I must, ah, perform a ritual after she falls. I must be alone with my child to do so, or she will not turn, but simply die, and she will be of no use to you."

Kheper nodded. "I will leave guards. Inform me when your ritual is complete."

"There's no ritual for turning a human into a vampire," Giles scoffed.

"Will you let her tell the bloody story, Watcher?"


Willow was shaking now, half with fear, half with confusion, as Spike brushed his fangs against her neck again. She was startled out of her wits to hear his voice whisper in her ear:

"Play along, love."

Then his mouth closed over her neck again. He gripped her neck hard ... but his teeth were barely grazing her skin, not even drawing blood.

Willow quickly began moaning, trying for a good imitation of agony. She let it grow softer and softer, more and more quiet, and let herself relax against Spike's grip.

Kheper nodded with satisfaction, said, "Proceed," and walked out of the chamber.

The door closed - and suddenly Spike was all business. "Right, let's get you out of here, Red. The Slayer and the Scoobies are probably preparing to go to war already over all this."

"Spike, what's going on?"

"That wanker there decided he's the new Big Bad, is what. He's got most of his followers either awed or drugged. Must'a been drugs for me; honestly, can you see me falling for his tripe?"

"You bit me."

"I forgot about the bloody chip."

Willow blinked. "How could you forget the chip? It's been, like, driving your whole existence since you got it!"

"Well, I was drinking pig's blood from habit. And up 'til now, I hadn't been up against a human." He shrugged. "Probably why he didn't want to get you on the drug. You'd forget how to do your mojo."

"So how long have you been playing along?"

"Just since the bite." He shrugged. "Never would've thought I'd be grateful for having the blinkin' thing in my head."

"So how do we get out of here?"

"It's sort of an underground complex. Somehow he managed to dig it, I don't know how, but we've got an exit to a sewer line. From there, we can probably get out under cover, see if it's dark yet, and get you home."

Willow nodded. "But the guards?"

"Just act vampy and leave the rest to me," Spike said.

They walked out together. At the door, the two guards - vampires - turned to Spike.

"She is ready to serve our lord," Spike said.

They nodded. Then one of them sniffed the air. "She is still alive."

"What? No, you need to check your nose."

The other vampire nodded. "Something is wrong here."

"No, no, there's a perfectly logical explanation for-" Spike started, then whipped out a device and shot blue electrical fire at each of them. Both vampires collapsed.

Willow gaped. "What is that?"

Spike looked at the odd device. "I can never get its name straight." He found a chair, broke off two legs, handed one to Willow, and rapidly staked both insensate vampires in the heart.

They ran.

They were almost to the complex door when Spike suddnely halted. He ducked into a side door and started ransacking what appeared to be someone's bunk room.

"Spike, what's going on? You forget something?"

"There!" Spike shouted. He came out carrying his black leather coat, began to sling it on over his Egyptian garb.

"Spike, no! We're supposed to get out of here unnoticed, remember?"

"I'm not leaving this behind."

Willow smiled. "Then I'll wear it."

Spike bristled a moment, then slowly handed it to her. She tried it on - it was big, but not too big, Spike didn't have that large a body ... and it also nicely covered up her nearly obscene costume.

They were almost to the door when Kheper called, "Halt!"

Very slowly, Spike turned. "It is done," he said. "I must take her out to feed."

Kheper nodded slowly. "Bring her back soon. We have much to do."

Spike bowed to Kheper, escorted Willow out the door to the sewer, and then visibly shuddered. "Let's get out of here."

"And from there, we just ran all the way here," Willow finished.

Giles looked up. "Did you see much of the makeup of this Kheper's following?"

Spike spoke up. "He's got quite a lot, actually. I saw a few Fyarl, three, maybe four three-eyed Skilosh as shock troopers, a whole lot of vampires, and he's got this odd bloke he calls his 'First Prime'. Don't know if he's a demon or what. Big guy, muscles all over, and he's got some kind of symbol carved into his forehead in gold."

Buffy frowned. "So why are you helping here, Spike? I thought you were still on your evil kick."

"Don't get me wrong, Slayer. Get this bloody chip out and I'll snap your necks and drink your blood in a single night. Just that now, I figure Kheper's your enemy as much as he is mine. And if he's human - I mean he got in the house without an invitation - I can't hurt him. Except by telling you all I know about him and sitting back and watching you tear him limb from limb."

"Well, that's..." Buffy shrugged. "Refreshingly honest."

The doorbell rang, and in a moment, Joyce came back with Riley. Buffy looked at Riley's face - somber on entering, going to fury when he saw Spike with a mug of cocoa Joyce had given him, then to shocked joy when he saw Willow. Buffy couldn't help it - she broke down in laughter.

"I'm sorry," she gasped. "It's just - Riley, you should have seen it, it was like emotional whiplash!"

Riley bristled - then he sighed and began to chuckle himself. He walked over, smiled to Tara. "Mind if I borrow your sweetheart for a second, milady?" With that, he swept Willow into yet another rib-cracking hug.

Tara cleared her throat. "Er ... you're ... ah ... making me jealous," she said with a smile.

Riley put Willow down. "I'm not even gonna ask how right now. Buffy, we've got to talk."

"I don't know why, Buffy, but for some reason the Air Force got real interested in what's going on here." Riley sighed. "I tried to get as much info as I could, but the lady wasn't talking much, just asking questions."

Buffy rolled her eyes. "Great. It's The Initiative, Part Deux."

"Yeah, but there was something about her."

Buffy arched her eyebrows. "What was it? Cute? Strong? Attractive?"


Buffy rummaged through her weapons chest, pulling out stakes, a vial of holy water, then putting Angel's cross around her neck. "So what's the big deal about that? When we went down to take on Adam, I saw a lot of scared people in the Initiative caves."

"Yeah, but Buffy, they got scared," Riley countered. "Once they realized they were in over their heads, they became scared - but we started out confident as anything, figuring that we had things well in hand. Like there was nothing we couldn't handle."

"Look where it got you," Buffy commented archly, slinging on a coat.

"I don't know whether it means they've got more sense, or whether we're into something worse."

"So we'll find out," Buffy said. "You want to sweep north from the south side, I'll start working from the north end?"

Riley nodded. "But we should have everyone else out there too, I think. Giles, Xander, Willow ... OK, maybe Willow's had enough excitement. But the more we have out there, the merrier." He pulled out a pistol from his waistband and pulled its slide.

Buffy arched her eyebrows again.

"It'll slow 'em down at least," Riley said.

"If you say so."

Spike had gone home to that crypt of his, Xander had come back and been quickly briefed in, and the patrol was well underway. Buffy listened hard, trying to sense that vibe that vampires sometimes give off.

She was honing so hard, in fact, that she nearly jumped out of her skin when she heard the explosive pop sound at the edge of Sunnyrest Cemetery. She wheeled around to see a ball of light go streaking off into the distance, heard the sounds of a struggle, and was off like a sprinter.

She saw it soon enough: two men - maybe men, anyway - struggling, going hand to hand, struggling to grab hold of one of those odd staff things like the one that had blasted Willow. One of the combatants had the usual vampire look - furrowed brow, bad fashion sense, nasty teeth - while the other looked rather like Shaq, maybe not as big, but still as imposing as a tank, dressed in black much like the Initiative used to wear.

The vamp got hold of the staff and swung at Tank, smashing him in the face with the broad end; Tank went down hard but sprang back up, delivering a series of kicks that spun the vampire around like a top. Tank grabbed the staff and swung back at the vamp, flattening it, but the vampire was as resilient as his opponent, and spun back to his feet to lash back out.

Buffy ran harder. She grabbed for one of her stakes and got a throwing grip on it.

The vamp grabbed the staff and swung at Tank's head once more, knocking off Tank's cap - they grappled for the staff - it went off once more, shooting a bolt skyward - the vampire bared its teeth and lunged for Tank's throat-

Buffy skidded to a stop, took a quick breath and hurled the stake. It flew like an arrow right into the vampire's back and he stiffened, then disintegrated.

She was just about to make up some lame excuse to explain to Tank what had just happened when she got a good look at him and froze.

Big guy. Muscles all over. And in the center of his forehead, a raised oval symbol in gold.

Buffy raced up to him, another stake in hand. We need this guy alive, she thought.

Then she looked up and thought, God, he's big-

He tensed up, his grip on the staff tightening.

Buffy would never understand why she did it - she just lashed out with her foot. He blocked the kick, swung the staff to sweep her feet out from under her. Buffy jumped, dodging the sweep, punched him two-fisted in the solar plexus, and kicked to jolt the staff out of his hands. She caught it in mid-air, shifted her grip so she could smash it down on his skull-

-and nearly leaped her own height in the air when the thing went off with a sizzling whump. The energy bolt shot off into the distance, turning a parked security patrol car into a fireball when it hit, and while Buffy was distracted, Tank hit her with a right hook as strong as any vampire she'd ever faced.

Buffy lost her grip on the staff, felt it yanked out of her hands. Blindly, she grabbed for another stake in her belt, only to find herself facing the business end of the staff, split open in an "X", sizzling with power.

"Hold it!"

Just when Buffy's evening couldn't get worse, there was ... Spike? with a shotgun?

Spike, actually coming to her rescue. Sign of a truly bad day.

Giles and Riley weren't far behind, running hell-for-leather down the paths to the fight. Giles had a crossbow raised, Riley had his Beretta at the ready.

Buffy tucked her stake back into her belt, slowly. "Put it down, pal. Nice and slowly."

Spike frowned. "This isn't him, Slayer."

"Big guy, muscles, golden thingy in the head? Sounds about right."

"I forgot to mention he was white. Kinda slipped my mind, that did, what with the gold forehead thing and all."

Buffy sighed. "He's carrying one of those boom-sticks. Sounds like the people we're looking for."

"I appropriated the staff weapon from my assailant," Tank said. His voice was deep, rich, and incredibly precise.

"Okay," Buffy countered. "So put down that, ah, staff weapon and let's have some answers."

Tank raised an eyebrow silently, but didn't move.

"Four against one, buddy," Riley commented. "Let's just do this easy, okay?"

"Ah, Riley," Giles said.

"I know how to interrogate," Riley answered.

"Yes, quite. I have no doubt. I was merely pointing out-"

Buffy saw it at that point, a laser dot pointing to Riley's forehead, and a glint as another swept over her to cover Spike.

"-that the odds aren't precisely four to one."

Three figures came out of the brush by the cemetery's edge, all in black battle dress, two carrying nasty-looking machine guns, one pointing one of those bug-zapper things right at Buffy. The machine-gunners were a man and a woman, both intense-looking, while the guy with the bug-zapper was, incredibly, wearing glasses much like Giles'.

"You all right, Teal'c?" the glasses guy shouted.

Tank - Teal'c - turned a millimeter. "I am unharmed, Daniel Jackson."

Daniel Jackson nodded. "Good. That's good," he said.

The guy with the machine-gun nodded as well. "Okay, let's put the hardware on the ground, everyone. Nobody else needs to get hurt."

The lady's eyes went wide. "Agent Finn?"

Riley drew back a step. "Major Carter?"

Buffy turned as well. "You two know each other?"

"She's the one who was asking the questions at Miramar."

Giles stepped forward, deliberately laying his crossbow on the ground. "Clearly we have some questions that all of us need answered..."

"Ya think?" the guy with the machine-gun shot back.

Buffy sighed, and silently bade farewell to the thought that this might be easy.